Vedder Price is pleased to announce that Robert M. Crea has joined the firm as a Shareholder in its Investment Services group in the San Francisco office. Prior to joining Vedder Price, Mr. Crea served as Of Counsel at K&L Gates.

Mr. Crea counsels investment advisers, private fund managers and broker-dealers on a variety of fund formation, product structuring, regulatory and compliance, performance presentation and securities law matters. He regularly works with clients to structure and document U.S. and offshore private investment funds and assists clients with a variety of state and federal regulatory and compliance issues. He represents pension plans and other institutional investors in connection with their investments in hedge funds, private equity, venture capital and real estate funds.

Mr. Crea regularly counsels pre-IPO companies regarding governance, formation and financing, and mergers and acquisitions. In addition, he also counsels on regulatory matters pertaining to digital asset offerings and the digital assets industry.
“Rob’s business background and versatility in the investment management space provides the firm with unique capabilities and added depth on the West Coast,” said Investment Services Co-Chair Bruce A. Rosenblum. Joseph M. Mannon, Chair of Vedder Price’s Private Fund Formation group added, “Rob’s knowledge of both the business and regulatory sides of investment management will be of immediate value to our clients, and his formation work with private equity and venture funds is a great addition to our practice. We’re excited to have him.”

“I’m thrilled to be joining a legal team with a stellar reputation that is consistently focused on working together to help the firm’s clients succeed,” said Mr. Crea. “I’m excited to lend my experience to grow Vedder’s investment services and private fund groups in California.”

Mr. Crea earned his J.D. from the University of Notre Dame Law School and his B.A. from Columbia University. He is a CFA® charterholder and CAIA® charterholder and a member of each of the CFA Institute and CAIA Association.

Vedder Price is pleased to announce that it represented Zephyrus Aviation Capital (“Zephyrus”) in relation to its closing of a $350 million warehouse finance facility. The facility is specially designed for mid- to older-life aircraft and the unique financing opportunities that they present. This is the first warehouse facility for Zephyrus and follows the successful launch of the company's highly acclaimed ZCAP 2018-1 ABS facility in 2018.

“We’re proud to be a part of Zephyrus’s growth and success since their formation over a year and a half ago,” said Global Transportation Finance Shareholder Adam R. Beringer. “Our team’s work on this warehouse facility once again highlighted our ability to partner with clients on complex financing solutions designed to meet specific strategic growth plans, and we look forward to continuing our support of Zephyrus as they execute their strategy.”

In addition to Mr. Beringer, the Vedder Price deal team included Daniel M. Cunix and Jillian S. Greenwald.

We are pleased to announce that Shareholder David M. Hernandez has been named to the 2020 class of Fellows of the Leadership Council on Legal Diversity (LCLD). LCLD is an organization of more than 275 corporate chief legal officers and law firm managing partners who have dedicated themselves to creating a truly diverse U.S. legal profession. Their programs are designed to attract, inspire and nurture talent within organizations, helping a new and more diverse generation of attorneys ascend to positions of leadership.

Jeanah Park, Chair of Vedder Price’s Diversity Committee and 2019 LCLD Fellow, said “We are excited for David to join the Fellows program and look forward to expanding our involvement with LCLD through his leadership. David is a terrific ambassador for the firm and we’re grateful to have him in this role.”

“I am honored to continue Vedder Price’s relationship with LCLD as a Fellow, following in the footsteps of Jeanah and our 2018 Fellow Venu Talanki,” said Mr. Hernandez. “I look forward to taking advantage of the great professional development opportunities LCLD offers and to build relationships that support our Vedder Diverse initiatives.”

In addition to naming Mr. Hernandez as a Fellow, Vedder Price will continue its partnership with LCLD’S Pathfinder program with the selection of Associate Monique Chase to the 2020 class of Pathfinders. Ms. Chase will join other high-performing, early-career attorneys in the supportive in-person trainings and career development opportunities the Pathfinder program provides.

To learn more about LCLD or the firm’s diversity initiatives, please click the links provided.

Vedder Price is pleased to announce that the firm played a key role advising clients in three “Aviation 100 Global Leaders Awards 2020” presented at the gala dinner held during the Airline Economics Growth Frontiers Dublin 2020 on January 20.

The Aviation 100 Global Leaders Awards 2020 acknowledge individuals and companies behind the year’s largest, most complex and significant aviation finance transactions. “We measure our success by the success of our clients, and these award winning deals are a testament to the skills and efforts of our aviation finance team,” said Global Transportation Finance Chair Geoffrey R. Kass. “These were three sophisticated deals that involved experts from around the industry and we’re proud to have played a role in them.”

Vedder Price was recognized in the following categories:

• Asia-Pacific Editor’s Deal of the Year -Vedder Price represented Meritz Securities and Korean E-note investors in Aviation Capital Group’s second ABS, the $477 million MACH 2019-1. The Vedder Price team was led by Geoffrey R. Kass and Ji Woon Kim.
• Lease Deal of the Year – Vedder Price represented Castlelake, L.P., in a sale leaseback transaction with Air Asia and the related $597.87 million secured term loan. The Vedder Price team was led by Geoffrey R. Kass and Bill Gibson (sale leaseback transaction) and Adam R. Beringer and James Kilner (secured term loan).
• Editor’s Deal of the Year for Innovation – Vedder Price represented Virgin Atlantic Airways in its ACG-supported financing for one Airbus A350-1000. The Vedder Price team was led by Neil Poland.

To view all of the “Aviation 100 Global Leaders Awards 2020” award winners, please click here.

On Friday, January 31, 2020, Chief District Judge Kimberly J. Mueller of the federal District Court for the Eastern District of California issued a Preliminary Injunction (PI) against the State of California, enjoining the State from enforcing Assembly Bill 51 (AB 51) with respect to mandatory arbitration agreements in employment to the extent governed by the Federal Arbitration Act (FAA).¹

As discussed in the Vedder Price employment law alert, TRO Halts New Arbitration Law AB 51, the District Court had previously issued a Temporary Restraining Order (TRO) on December 30, 2019 temporarily enjoining enforcement of AB 51 pending a preliminary injunction hearing scheduled for January 10, 2020. The Court subsequently continued the January 10 hearing and extended the TRO until January 31 to allow the parties time to submit supplemental briefing. AB 51, the new California law previously slated to take effect on January 1, 2020, purportedly prohibited employers from requiring applicants or employees in California to agree, as a condition of employment, continued employment, or the receipt of any employment-related benefit, to arbitrate claims involving violations of the California Fair Employment and Housing Act (FEHA) or the California Labor Code. AB 51 did not specifically mention “arbitration” but instead broadly applied to the waiver of “any right, forum, or procedure for a violation of [the FEHA or Labor Code], including the right to file and pursue a civil action.”

In issuing the PI, the District Court specifically: (a) enjoined the State from enforcing sections 432.6(a), (b), and (c) of the California Labor Code where the alleged “waiver of any right, forum, or procedure” is the entry into an arbitration agreement covered by the FAA²; and (b) enjoined the State from enforcing Section 12953 of the California Government Code [FEHA] where the alleged violation of “Section 432.6 of the Labor Code” is entering into an arbitration agreement covered by the FAA.

The PI will remain in place pending a final judgment, which would likely occur following a motion for summary judgment rather than a full trial on the merits since there are no material facts in dispute to be tried. However, pursuant to 28 U.S.C. § 1292(a)(1), an order granting a preliminary injunction is immediately appealable. Accordingly, it is likely that the State of California will file an immediate appeal directly with the 9th Circuit Court of Appeals.

In the interim, based on this PI, employers should feel comfortable in continuing to require employees in California to sign mandatory arbitration agreements as a condition of employment without being subjected to criminal prosecution under AB 51, provided that the arbitration agreement is clearly governed by the FAA. Employers are encouraged to consult with legal counsel to ensure compliance in this regard.

If you have any questions regarding the topics discussed in this article, please contact Thomas H. Petrides at +1 (424) 204 7756, Harrison M. Thorne +1 (424) 204 7704 or any Vedder Price attorney with whom you have worked.

<sup>1 See Chamber of Commerce of U.S., et al. v. Xavier Becerra, et al., Case No. 2:19-cv-02456-KJM-DB, Dkt. No. 44 (E.D. Cal. Jan. 31, 2020).

2 Federal Arbitration Act, 9 U.S.C. §§ 1-16.</sup>

In this issue:

• SEC Proposes Amendments to Auditor Independence Rules
• SEC Proposes New Rule Governing Funds' Use of Derivatives 
• SEC Proposes Expanding Access to Private Funds
• SEC Issues New Rules for Security-Based Swaps
• OCIE Releases Risk Alert Summarizing Observations from Fund Exams and Recent Initiatives
• The SECURE Act and Its Impact on Retirement Plans 

Download the Investment Services Regulatory Update below.

Please join us at the following session designed for in-house counsel and human resource professionals, led by the Labor & Employment attorneys of Vedder Price. At this complimentary session, we will discuss important legal updates and labor and employment best practices.

Event Details

Thursday, April 2 | 8:00 a.m. - Noon (CT)

Chicago Westin O'Hare | Rosemont, IL
6100 N. River Rd., Rosemont, IL 60018

Breakfast provided; Lunch to follow for those participating in the California and UK breakout lunch session from Noon - 1:00 p.m.


Who should attend: This event is intended for in-house counsel and human resource professionals.

Agenda Topics

Agenda topics to be announced.

Optional Breakout Lunch Topic

We invite you to stay to join us from Noon to 1:00 p.m., after our main program concludes, for our optional CLE breakout lunch session, entitled:

California & UK Employment Law Developments

CLE & HRCI Credit

Vedder Price is an accredited CLE provider in California, Illinois, and New York; and, when possible, a sponsor in Virginia.

HRCI credit may be made available.

 

To learn more about other 2020 Vedder Works seminars and webinars, please click here.

Francis X. Nolan III, Shareholder and member of the firm’s Global Transportation Finance team and President of the Maritime Law Association of the United States, will present “The Evolution of ‘Vessel’ Status in U.S. Domestic and International Law” at the 28th Biennial Tulane Admiralty Law Institute (ALI) on March 11, 2020. The three-day event brings together lawyers, marine industry experts and academics from around the world to the largest continuing legal education program devoted to maritime law.

For more information on the event, and to register, please click here.